LOAN AGREEMENTLoan Agreement • July 6th, 2015 • Sothebys • Services-business services, nec • New York
GUARANTY OF RECOURSE CARVEOUTSGuaranty • July 6th, 2015 • Sothebys • Services-business services, nec • New York
THIS GUARANTY (this “Guaranty”) is executed as of July 1, 2015 by SOTHEBY’S, a Delaware corporation, having an address at 1334 York Avenue, New York, New York 10021 (whether one or more collectively referred to as “Guarantor”), for the benefit of HSBC BANK USA, NATIONAL ASSOCIATION, a bank organized under the laws of the United States of America, having an address at 452 Fifth Avenue, New York, New York 10018 (“HSBC”), acting in its capacity as agent (HSBC in such capacity, together with its successors and assigns in such capacity, “Agent”) for the Ratable benefit of HSBC, acting in its individual capacity as a lender, and any other co-lenders as may exist from time to time (collectively, with HSBC in its individual capacity as a lender, “Lenders”).
ENVIRONMENTAL INDEMNITY AGREEMENTEnvironmental Indemnity Agreement • July 6th, 2015 • Sothebys • Services-business services, nec • New York
THIS ENVIRONMENTAL INDEMNITY AGREEMENT (this “Agreement”) made as of the 1st day of July, 2015, by 1334 YORK, LLC, a Delaware limited liability company, having a principal place of business at 1334 York Avenue, New York, New York 10021 (“Borrower”), and SOTHEBY’S, a Delaware corporation, having a principal place of business at 1334 York Avenue, New York, New York 10021 (“Principal”; and together with Borrower, “Indemnitor”), in favor of HSBC BANK USA, NATIONAL ASSOCIATION, a bank organized under the laws of the United States of America, having an address at 452 Fifth Avenue, New York, New York 10018 (“HSBC”), as agent (HSBC in such capacity, together with its successors and assigns in such capacity, “Agent”) for the Ratable benefit of HSBC, in its individual capacity as a lender, and any other co-lenders that may exist from time to time (collectively, with HSBC in its individual capacity as a lender, “Lenders”, and together with Agent, “Indemnitee”) and other Indemnified Parties (defin
